
Exciting News! Accepting ACH Payments
The Minnesota Commerce Department can now accept electronic payments through the ComOnline system for franchise filings! Simply follow the prompts when submitting a filing to learn how. No more waiting for postage and processing!
Worker’s Compensation Insurance Evidence Update
ComOnline has been updated to comply with MN Stat. 176.182. Per MN Stat. 176.182, current year declarations page(s) Workers Compensation Insurance evidence must be uploaded in ComOnline if registration or licensure is sought for a business. The document should have coverage throughout the active registration period. If the business has no employees in Minnesota, a letter on business letterhead attesting to such must be signed, dated, and uploaded in ComOnline.
New MN Addendum Requirement
THESE FRANCHISES HAVE BEEN REGISTERED UNDER THE MINNESOTA FRANCHISE ACT. REGISTRATION DOES NOT CONSTITUTE APPROVAL, RECOMMENDATION OR ENDORSEMENT BY THE COMMISSIONER OF COMMERCE OF MINNESOTA OR A FINDING BY THE COMMISSIONER THAT THE INFORMATION PROVIDED HEREIN IS TRUE, COMPLETE AND NOT MISLEADING.
THE MINNESOTA FRANCHISE ACT MAKES IT UNLAWFUL TO OFFER OR SELL ANY FRANCHISE IN THIS STATE WHICH IS SUBJECT TO REGISTRATION WITHOUT FIRST PROVIDING TO THE PROSPECTIVE FRANCHISEE, AT LEAST 7 DAYS PRIOR TO THE EXECUTION BY THE PROSPECTIVE FRANCHISEE OF ANY BINDING FRANCHISE OR OTHER AGREEMENT, OR AT LEAST 7 DAYS PRIOR TO THE PAYMENT OF ANY CONSIDERATION, BY THE FRANCHISEE, WHICHEVER OCCURS FIRST, A COPY OF THIS PUBLIC OFFERING STATEMENT, TOGETHER WITH A COPY OF ALL PROPOSED AGREEMENTS RELATING TO THE FRANCHISE. THIS PUBLIC OFFERING STATEMENT CONTAINS A SUMMARY ONLY OF CERTAIN MATERIAL PROVISIONS OF THE FRANCHISE AGREEMENT. THE CONTRACT OR AGREEMENT SHOULD BE REFERRED TO FOR AN UNDERSTANDING OF ALL RIGHTS AND OBLIGATIONS OF BOTH THE FRANCHISOR AND THE FRANCHISEE.
Email the Department with any questions at Securities.Commerce@state.mn.us.
Registration - About
Minnesota Statute 80C states no person may offer or sell any franchise in this state unless there is an effective registrations statement on file in accordance with the provisions of 80C.01 to 80C.22 or unless the franchise or transaction is exempted under section 80C.03. Read the full text of Minnesota Statue 80C.
A Franchise registration is effective for 12 months from the date the commissioner's order is issued. A registrant must file a report, in the form prescribed by rule of the commissioner, before the end of the registration effective period.
As of January 15, 2021, all initial, amendment and renewal applications, and exemptions must be filed online via the e-File system ComOnline. Paper applications are no longer accepted.
Form Requirements
Minnesota Department of Commerce follows the NASAA State Cover Sheet Requirements and the 2008 NASAA Financial Registration and Disclosure Guidelines. A complete franchise registration application must include the following forms. Commerce does not accept electronic signatures. Remote or Online notaries are accepted.
- Cover Sheets and State Effective Dates Page [pdf]
- Uniform Franchise Registration Application (Form A, includes a notarized Certification Statement) [pdf]
- Franchiser's Costs and Sources of Funds (Form B) [pdf]
- Uniform Consent to Service of Process (Form C, must be notarized, naming Minnesota Commissioner of Commerce) [pdf]
- Franchise Seller Disclosure Form (Form D) [pdf]
- Guarantee of Performance (Form E, only required if parent company or affiliate will be guaranteeing the franchisors performance) [pdf]
- Consent of Accountant (Form F, must be on accountant’s letterhead) [pdf]
- Franchise Disclosure Document (The filing must be prepared in accordance with NASAA’s Franchise Registration and Disclosure Guidelines and must follow any applicable commentary.) [pdf]
- State Specific Addendum [pdf]
